AFMA provides access to a range of industry standard documentation for participants in Australia's financial markets.
CAPITAL RAISING AND ADVISORY
The desirability of a standard form confidentiality agreement for capital raising in Australia, which is ideally put in place between advisers and the clients in advance of settling other terms of their engagement so that the confidentiality obligations and potentially related issues such as conflicts of interest are in place at or near the start of a transaction, has been recognised by the Australian Securities and Investments Commission. To assist the market this Standard Form Capital Raising Confidentiality Agreement was developed by AFMA's Capital Raising Committee to guide the market with a standard set of terms.
The "Recommendations for Australian Wholesale Debt Capital Markets Documentation" helps members facilitate and standardise documentation for Australian wholesale debt capital market issues. It now includes an editable Terms Sheet for market participants to use.
In connection with the due diligence process for many international debt offers, accounting firms are requested to prepare a "comfort letter" addressed to the underwriters and the issuer's board of directors. Since 2003, certain accounting firms have sought comparable arrangement letters in connection with international debt offers by Australian Issuers and, in more recent years, have sought to broaden the scope of such letters. Because the negotiation of arrangement letters can consume undue amounts of time and expense (legal and accounting fees) in some transactions a Standard Form Arrangement Letter for International (excluding US) Debt Offers has been developed through consultation among major investment banks, major law firms and major accounting firms. This form is designed for use in connection with offers of debt securities by Australian issuers outside the United States.
The Master Equity Capital Market (ECM) Terms provide industry developed standard terms to streamline the confirmation of institutional allocations on capital raisings in Australia.
Archived versions of the Master ECM Terms are available for download below:
FINANCIAL PRODUCTS & SERVICES
Financial services providers who offer futures products to retail clients are required under the Corporations Act 2001 to issue a product disclosure statement (PDS). The industry has developed a generic Futures PDS template to help providers that deal with retail clients to prepare their own PDS.
Short Form FX Contract
This simple two-page master agreement can be used in place of the ISDA master agreement. It was developed by the Documentation Committee together with AFMA Partner Member King & Wood Mallesons. If you would like to subscribe to this publication electronically, please contact us.
The Documentation Committee is pleased to endorse the New York-based Global Documentation Steering Committee (GDSC) Confidentiality Terms (2004) to help simplify documentation procedures and facilitate financial markets transactions.
AFMA endorses the use of the Confidentiality Terms in Australia to avoid the time and effort involved in negotiating confidentiality agreements. Market participants can adopt these confidentiality terms to achieve mutual commercial objectives, although it is suggested that Australian users consider modifying the terms so that a relevant Australian law governs them. This could be achieved by the simple amendment of replacing clause (4.4).
The Financial Markets Trading Letter was developed and issued by AFMA, the Australian Bankers' Association (ABA) and the Investment & Financial Services Association (IFSA). Investment management clients can use this letter to authorise their investment manager to enter into industry standardised agreements for financial markets transactions.
The AFMA Documentation Committee has developed an alternative version which provides a wider authorisation and therefore a wider representation by including futures contracts and options. Note that this version is endorsed only by AFMA. A mark-up against the original can be downloaded here.
Environmental Products Documentation
Johnson Winter & Slattery has prepared this review of Environmental Trading Schemes Operating in Australia.
A contract template for spot purchase/sale of environmental products and an explanatory note prepared by Johnson Winter & Slattery are also available for download – although the spot contract is not recommended for use when trading significant volumes or when dealing forward.